


Swinging on a Silver Lining

by Crack_Fic_Casey



Category: Marvel (Comics), My Little Pony: Friendship is Magic, Spider-Man - All Media Types
Genre: Action/Adventure, Alternate Universe - Fusion, Crossover, F/F, F/M, Healthy Relationships, Revenge Plot
Language: English
Status: In-Progress
Published: 2020-06-23
Updated: 2020-06-30
Packaged: 2021-03-03 21:55:18
Rating: General Audiences
Warnings: Creator Chose Not To Use Archive Warnings
Chapters: 2
Words: 7,707
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/24882658
Author URL: https://archiveofourown.org/users/Crack_Fic_Casey/pseuds/Crack_Fic_Casey
Summary: Ditzy Doo has been the defender of Manehattan for almost ten years, and she's made a lot of enemies. When an old face pulls it together for one last plot, will she be able to survive the day, or this finally be the end of the Wall-Crawler?
Relationships: Ditzy Doo/Dr. Hooves | Time Turner (My Little Pony: Friendship is Magic)





	1. Chapter 1

Jack Pot missed the old days of super-villainy. There’d been pageantry back then, pizzaz! No one he had to care about was ever hurt and if he were to be honest, it felt like the papers focused on those others a little too much. They weren’t a part of the narrative. The narrative was of an eccentric underdog trying to make a name for himself, in an unappreciative world.

A part of him had always figured that, in ten years, he would have gotten to the part where people revered his genius. Unfortunately, the mighty Mysterio was instead forced to crawl around an empty theatre building, trying to quietly finish setting up before the showing of _Piracy!_ tomorrow. _I should have a gang by now,_ he lamented. _Maybe not even a_ good _gang, just a gang of some kind. After all the work I’ve put into my career, I shouldn’t have to be doing basic set-up! If I could find someone to do the hard stuff for me then I could really step my game up._

His head was throbbing so badly that it started to affect his casting. He sighed and decided to give his horn a rest. He’d been working all night and he wasn’t as young as he used to be. Jack Pot worked the cricks in his neck as he took a step back. _Maybe I should retire soon,_ he thought morosely. He’d spent all the money he’d put away from his last heist on equipment for this one, and after he’d finally killed the wall-crawler he’d need to get more. _I haven’t done a bank robbery in years._

He removed his fishbowl helmet and made sure nothing was visible to the naked eye. Under the enchanted glass, the theatre was a mess of traps and obstacles. The spells were outlined in purple, and he could trigger any of them from anywhere in the theatre, but to the untrained eye, nothing had been changed.

Jack Pot put his helmet back on and checked his view. His helmet could be linked to a network of crystals and project an image of anywhere in the theatre for him to watch. If he wore a different sort of pony he could make a fortune from it, but Jack Pot wouldn’t give up glory for something so paltry.

The last thing he wanted to check were the mechanical systems. He pressed a button on his gauntlet, and the stage began to shift. The elaborate slid aside for a large pen, filled with golems that mimicked a ferocious shark. Their mouths snapped open and shut, and their teeth were enchanted to be indestructible.

The gate door began to swing open and even though he was alone he couldn’t resist a chuckle. “Soon,” he said, “soon my luck’s gonna change. Soon I’ll be free of the web-slinger once and for all. _Soon,_ the world will tremble before the might of—”

The door was stuck.

He frowned, trotting closer. Something was jamming the door, a thin silvery gunk that looked almost like—

“Oh, come on!”

Something yanked him into the air, and in the space of a second, his legs were all pinned to his sides and he couldn’t reach any of his controls.

“Oh, did I break your stuff?” A mare’s voice cheerfully asked.

He slowly spun, bringing into view a red-and-grey suit with a white spider where the Cutie Mark should. “My bad,” she continued. “I just don’t know what went wrong.”

“Spider-Mare!” He shouted.

“One and only!” She fired two web-lines across the theatre and sat perched, as comfortable on the two-inch cable as he would be on a couch. “I’m honestly surprised to see you again,” she said. “I figured you’d retired by now.”

He barked out a short laugh. “Please. I’m not going to stop until I’ve secured my legacy!”

“You really want a cemetery as your legacy?”

“No, I— I just want a _win!_ ” He made his helmet more transparent so Spider-Mare could see his glare. “You wouldn’t get that,” he threw in her face. “You know what? You’re selfish! You think you can just run around getting attention from—”

_Crack!_

Jack Pot blinked, staring at the hoof that had seemingly materialized where his helmet had been. The glass fell away, shattering further when it hit the ground. After a moment, Spider-Mare pulled her hoof back. “You don’t know a thing about me,” she said quietly, “and you could have just stopped trying to kill people a long time ago.”

 _Okay, we need to go now,_ Jack Pot thought rather calmly. He managed to push a button hidden on his chest; his costume had numerous fail-safes built-in specifically for being tied up. The fall to the stage didn’t look like fun but it was 'do or die' time.

First, the spotlights all honed in on his costume and lit up, blinding her. The soundtrack began to play the iconic _duh dun, duh dun_ of the Jaws theme. She stood up and grabbed Jack Pot but electricity coursed through his suit. “Mysty!” She snapped. “I _swear_ I’m trying to be patient but—”

Across the stage, the false cannons turned towards her. Jack Pot watched her backflip away as they began to fire, wincing as the cannonball came uncomfortably close to his body. They wouldn’t distract Spider-Mare for long; they wouldn’t be active for more than a few minutes and if they weren’t destroyed as soon as she could see he’d eat his costume.

His suit began to heat up, slowly dissolving the webbing. _It’s not that far, its not that far,_ he thought as he looked at the stage floor. _I just gotta roll when I land. It’s not that far._

The web lines began to sag as they frayed apart.

“What’d I ever do to deserve this?” He moaned.

_Snap!_

He hit the stage and rolled, coming to a halt over his trap door. His shoulder felt like it was on fire and his knees were just done for the day. He pushed the button to activate a hidden ramp, only remembering that it wasn’t finished after he’d pressed it.

_Wham!_

He fell through a trap door and lay in a heap underneath the stage, cursing Spider-Mare for interrupting his work and getting him into this mess. He slowly sat up, in too much pain to find a better hiding spot. He took a piece of glass out of his pocket and held it over his shattered fishbowl, casting a spell that made it grow back together. Another button activated the projector hidden upstairs, creating a gigantic illusion of himself in full regalia.

Mysterio unleashed one of his booming laughs as he took control of his death trap. He could see the entire theatre in his helmet and had access to all of his traps. This one would be tricky; the plan hinged on distracting Spider-Mare with civilian casualties which unfortunately required civilians. Now all he could do was send all of it in at once and hope it worked.

Spider-Mare landed on the ship and ripped one of the cast-iron cannons apart with her bare hooves. She flipped to the side to avoid another cannonball and smashed through the wood inside the ship itself. Spider-Mare broke up through the ship's hull and grabbed the cannon from underneath, before darting forward and doing the same to the next cannon.

Mysterio tried chuckling again, as Spider-Mare hadn’t appreciated it the first time. He floated the illusion inside and opened a hatch, releasing half a dozen floating swords. “After all these years, I don’t think you ever really _got my point.”_

“You wanna kill people because your mother said ‘I love you’ either too much or not enough,” she shot back. “You ain’t as weird as you like to think.”

“Oh, who asked you anyway,” he groused. “I would have thought a performer like you would appreciate the work I put in—

“ _Into. Killing. People_.”

He growled. The swords flashed forwards, but Spider-Mare broke through the wall and back out over the stage. She landed on one-hoof and spun webs with the other three, trying to catch them in a net.

Two of the swords were stuck but the rest were unencumbered. She jumped, leaping three stories with just one hoof and galloping along the wall. The swords followed. “It’s not about the killing!” Mysterio shouted. “It’s about style and—”

“No, it’s about the killing!” A webline yanked a chair to her, which she used to catch another three swords. They tried to shake themselves free but she stabbed them into the wall before they could, wedging them too deep to get out. The remaining sword made a valiant effort to remove her head, but without the distraction, she caught it immediately. “I mean come on!” she continued. “This isn’t worth it!”

_Not worth it?_

Mysterio lit his horn and activated every remaining spell. Spider-Mare casually hopped two stories ahead of an onslaught of water that began to pour from every direction. Underground pipes pushed the water fast enough to smash the seats into splinters, and storm clouds were released along the ceiling to pour down. The soundtrack intensified.

Each of the storm clouds had an enchanted anchor inside, granting him temporary control over its power. They’d burn out after around twenty minutes, but he wouldn’t need more than five. The clouds drifted over Spider-Mare and let lose the lightning.

She galloped away, yelping as the wall caved in and she fell into the water. A thunderbolt electrified its surface but she’d just barely managed to flip away. The clouds were firing in sequence and slowly corralling her, ensuring that the rising water had energy coursing through it. He pulled one of the clouds away and struck at the shark cage, trying to melt the webbing. “I’m sure you remember these bad boys from my _Frakenstag_ production. SHIELD said it was the most impressive application of the weapons they’d seen.”

Spider-Mare didn’t answer, and he belatedly realized that the repeated thunderclaps were drowning out his voice. He shifted the volume and tried again. “Trip down memory lane, right? I’m sure you remember these—”

“I know how your stupid junk works, Mysty,” Spider-Mare shouted, “and I’m honestly not in the mood. Seriously,” she moved too slowly and was grazed by a bolt, barely catching herself with a web-line before she could hit the drink. “ _Seriously,_ ” she started again, “just give up! You’ve been doing these tricks for years!”

Mysterio growled. “Oh yeah?”

A flurry of bolts weakened the door enough for the golem sharks to break free.”Listen, you pretentious jerk,” he continued, “I’ve been putting up with you for too long! It’s about time someone put you in your place! Or, ya know, places.” He chuckled. “I don’t think the sharks will leave much _intact…_ ”

Mysterio’s unrestrained laughter pushed its way through the noise and terror filling the theatre as his army swam forwards. Spider-Mare adjusted something on her web-shooter, and he frowned. The web-spinner had an uncanny habit of pulling something at the very last second. “Okay, let’s just wrap this up,” he said. “You’ve got so many ways of dying that I can’t _wait_ to see which one you choose.”

The water was a quarter of the way up and still rising, fragments of the stage growing blacker as the lightning scorched them. The sharks ignored the electricity and swam towards Spider-Mare, circling underneath her and waiting.

The first one leaped out of the water at her, teeth bared. She met it in mid-air and ripped its jaw off, before using it as a platform to jump higher towards the storm. Her left foreleg fired webbing into the cloud network, but it was an odd black color instead of her usual silver. It wasn’t a web-line either; they were thick globs that moved much more slowly than they should have.

One of her hindlegs cast out a line and zipped towards the wall again, just missing a lightning bolt. Mysterio steered the clouds towards Spider-Mare and away from her webbing, just in case, but the clouds were drifting towards them anyway.

Two clouds were outright pulled into the webbing and lost their cohesion, exploding with a _boom_ that he didn’t need to hear through his helmet. “What?”

“We’ve been doing this for _ten years,”_ Spider-Mare said, almost tired. “I've been working on a way to disable your machines for nearly that long. it's laced with flakes of magic-absorbent materials, Honestly,” she grumbled as she spat out more webbing, “I’m more annoyed by how much they _cost_ than I am by your need to produce sequels of yourself.”

“No!” He shouted. “No, I’m not going through this again! I’m winning, do you hear me! _Win-ing_!”

Mysterio, in addition to clearly winning, was running out of clouds. That was okay, he didn’t need the clouds. The water was two-thirds of the way up and Spider-Mare had to reach the stage to hurt him. This was salvageable.

Spider-Mare landed on a large chunk of debris and waited as the sharks circled her. “Here, fishy fish,” she murmured. “Who wants some din-din?”

The first shark broke through the debris under her but Spider-Mare wasn’t even touched. She stuck to the shark as it almost reached the ceiling, driving her hooves through it and ripping it in half. She cast a web-line and swung over the water, waiting for the next one.

She was so focused on the water that only her spider-sense saved her. Two sharks had lept up and were diving towards her from behind. Spidey spun around in the air as they approached, grabbing the close one with her hindlegs and squeezing its head apart with her forelegs.

_Splash!_

She didn’t have time to leap away before they hit the water. The remaining sharks immediately converged, forcing her to dive deeper. Mysterio grinned, wishing he’d had time to invest in eels or maybe a squid. “This is it,” he said, his deep voice booming underwater. “This is finally it! I gotta say, I wish I could have ended you in some other way. One showpony to another, I always admired your wit.”

Spider-Mare kicked her way towards the stage, sticking to it and facing the sharks. Mysterio heard the quiet _thump_ overhead but ignored it. He was so close now and it even looked perfect, Spider-Mare facing the charging horde with one last heroic display of defiance before—

Mysterio suddenly realized she was standing right over top of him. A number of things rapidly recontextualized themselves. He swallowed. “Aw, nuts.”

_Crash!_

Spider-Mare ducked out of the way and the first shark smashed through the trapdoor inches away from his head. He barely had time to scream before the water carried him away from the serrated teeth. The shark worked its way down and swam towards him, mouth open and while a machine couldn’t look hungry this thing still pulled it off. “Hey, I’m not on the menu!” He pointed dramatically and a smokey bolt of magic smacked the shark in the face. Its skin was torn off, revealing its metal skull as it kept moving. “Seriously, I am your master or something, you can’t just—”

_Thwip._

A red-and-grey blur hesitated only briefly to shatter the shark before grabbing Mysterio and galloping away. A wave of water washed after them, carrying the last of his shark army. “How do we shut them down?” Spider-Mare shouted.

“You can’t!” Mysterio shouted back. “Why would I order golems that can self-destruct?”

“This! _This is why everything has a self-destruct!_ ”

They rounded a corner and Mysterio found himself being thrown through a door. He bounced into the street and lay there, trying to get up. He heard the roar of water cut off and looked up.

Spider-Mare kicked a web-grenade at the door, tying the flimsy metal to the tougher stone exterior. She pushed another cartridge on her foreleg web-shooter and began to spray down the door. The brown webbing solidified as it hit the open air, transforming into stone. “How many more doors?” She demanded.

“Wha—”

Mysterio found himself yanked to his hooves. “How many more places can the sharks fit through?” Spider-Mare asked again. “We can’t let them escape!”

“F-from backstage? Just the one.” He shook his head. “But they’re strong enough to destroy stone. If they can’t find us they’ll break—

_Wham!_

The wall began to give way as the sharks began to ram it. Water was filling the street and running down into the sewer. “It’s fine!” Mysterio insisted. “They have to swim to reach anything—”

“A mindless thrashing fish the size of a pony that can _break stone_ is going to hurt someone anyway!” Spider-Mare glared at him. “How many people were going to be in that theatre when you attacked?”

“It was— _not_ sold out,” Mysterio said as Spider-Mare’s glare deepened. “You don’t have time to be mad at me,” he continued, “Because you can’t catch me _and_ stop my army—”

Spider-Mare planted a hoof under his ribcage and threw him three stories in the air. His stomach remained at street-level as he screamed. An ordinarily grey web-line caught his shoulders and he dangled from a flagpole, waving his hooves and trying not to throw up in his fishbowl again.

“You might be able to melt that,” Spidey called, “but I wouldn’t recommend it!”

Mysterio watched Spider-Mare leap into the air as the shark broke free of its containment, casting two web-lines at the pavement and pulling herself back down. The shark broke in half and she flipped over the next one, lifting it over her head and using it to shield herself from the third one's charge. Both shattered.

He sighed as he stopped paying attention to Spider-Mare’s fight. _That was the last of my money. Nobody even saw the fight, and I’m going to prison again. I just don’t get it. Spider-Mare has all the luck._

* * *

“Am I a gambler? A fighter, a traitor _,_ a nervous wreck—” Time Turner frowned at the script. “No, sorry. A _coward_ , a traitor, a liar, a nervous wreck… Judging by the evidence, I've certainly got a _gob_.” He scooted his bench a little as he turned the next page. “And how am I going to react when I see this?”

His ears perked when he heard a creak coming from upstairs. “Honey,” a mare shouted from the attic, “I’m home!”

“Ditzy!” He shouted back. A split-second later Ditzy lept around the corner and landed close enough to pull him into a hug. When they’d gotten married her tendency to leap around and lounge in very inequine poses had taken getting used to; he’d accused her of showing off more than once. Now he barely noticed. “Saved the world today?”

Ditzy groaned as she let go as she hopped the tall counter and trotted into the kitchen. “I wish. No, just Mysterio.”

“Oh, did you run into him today?” He asked. His eyes swept her body, noticing some slowly fading bruises that hadn’t been there before. “I thought he’d retired?”

“So did I? But no, he was going after his old castmates again.” Ditzy rummaged in the cupboard for some bread. “I don’t understand him at all! He could be rich and, ya know, _not imprisoned_ if he stopped trying to kill people but he just won’t and where is the fruit?!”

Turner’s eyes were glued to the table now as Ditzy’s locked onto the back of his neck. “I had an audition in the city, so I finished it off,” he said. “Sorry.”

She sighed. “No, I didn’t mean to snap.” She pulled out some other things and shut the icebox behind her. “Hey, is that for the script you’re reading right now?”

“Yup!” Time Turner said proudly. “Not just any program though; I’ve got a chance to play The Professor in _Adventures in Space and Time_! The Professor, Ditzy, this is huge! Well,” he corrected himself, “huge for me. I dunno how many people actually listen to it anymore…”

“Plenty!” Ditzy beamed that smile at him, one so cheerful it always lifted his spirits. “You’re gonna do great!”

She picked up her thin sandwich and carried it to the table to sit next to him. He frowned at the skimpy plate. “Are we running that low on food?”

“There’s still some leftovers, but I can grab breakfast at the Bugle tomorrow.” She shrugged. “Its no big deal. You make sure you eat before you gallop up to the city again—”

“I’m not going to be running around all day,” he insisted, “ _and_ that’s assuming the city doesn’t arbitrarily explode with you in it. Please make sure you eat before you leave, alright?”

“I promise,” she said as she rolled her eyes at him. “Honestly, you worry more than Aunt—”

The space where that last, unsaid word lingered longer than anything spoken should have. Turner leaned over and put a hoof overtop of Ditzy’s. She blinked and looked away, staring at her plate. “Aunty Minty,” she finished, and took a bite of her sandwich.

Turner watched her eat, waiting for her to say something. She took another bite, chewed it, and swallowed. He waited.

“I keep thinking about her,” Ditzy said. “Almost like I did with Uncle Berry. I know it wasn’t my fault this time. I know she was old and just got sick but it just doesn’t—” She stared at the wall, almost shaking. He brought her close and nuzzled her. “Whenever I do anything it’s just— she’s just _there_.”

Turned nodded quietly. “I know,” he said quietly. “It’s hard. Our life is always a mess, and we’ll—”

“Get through it,” she interrupted. She pulled and smiled again, but this wasn’t the same smile. “Like we always do.”

He _knew_ she was lying, knew it in his bones. Turner was the only person who could tell when Ditzy lied, but it didn’t help at all. “And I’m not going anywhere,” he added.

She sighed and rested her head into his neck. “I know,” she whispered.

They stayed like that for a minute, but Ditzy pulled away again. She sniffed. “So!” she said as she stood and put her plate in the sink. “How are we for bills? I’m good for web additives from the next month or so…”

“Mails on the counter,” Turner said. “All first notices and we just made the house payment, so we’re doing surprisingly good for— Oh!”

He stood and bolted for the mail, but Ditzy was already flipping through it. She glanced at him quizzically before nosing through it. “What?” She asked. “If you’re worried about the paper running another Spider-Mare story I promise that... I’ve seen…”

The rest of the mail dropped to the floor as Ditzy stared at one envelope in particular. “This,” she said slowly, “is a letter from your buddy that owns those apartments in the city.”

“Yup,” was simultaneously all he could say and nowhere near enough.

“The one who knew a couple interested in buying the house.”

“...Yeah,” he tried, which felt like progress.

Ditzy glared at him, left eye twitching. He considered trying a charming smile but decided that would be a tactical error. “I thought we talked about this?”

New words came to him and rushed to be thrown out. “Thing is we _didn’t,_ not actually. I’m not going to sell this place behind your back but we _need_ to hear him out. Please, just— listen, alright?”

Ditzy tilted her head to one side, staring at him a long moment before she nodded. Her tail lashed behind her. “Okay,” she said, “why are we selling my Aunt’s house?”

“Because we can’t afford to keep living here,” Turner said. “I’m sorry, but even if I get the part I dunno how long I’ll have it! And Briar is an old friend; we’d be paying _half_ of what the other tenants pay.”

“But I grew up here!” Ditzy snapped. “We both grew up in this neighborhood! This house is amazing!”

“It’s a twenty-minute commute and we both work in the city,” he said, “And I know its longer for you when you have to come or go as Spider-Mare ‘cause of all the people around.”

“I’ve been doing this for ten years,” she snapped, “It’s not a big deal!”

“But it could be better! It’d be so much easier, and we’d have money for groceries again and—”

“ _I can’t just leave Aunt Minty!”_

That proclamation froze both of them in place. Ditzy’s mouth slowly worked, trying to find something to say. “Can’t leave… Aunt Minty’s _house_ again,” she tried, “Because, um, living at college was terrible or something and I can’t—”

“Ditzy.”

“I just can’t leave this place behind!” Ditzy tail lashed and she started pacing. “I know it’s not super-rational but I’ve lived here my whole life! I’ve got a whole system set up in the attic for my Spider-Mare stuff—”

“Ditzy.”

“And how do we know this isn’t some kind of plot?” She demanded. “This could be a trap or part of a scheme to… make us more vulnerable or something!”

“...How?” Turner made the mistake of asking.

“I don’t know!” Ditzy glanced down at him, having somehow not noticed her pacing had ended up on the ceiling. “I…” she sighed. “I’m not being fair. I’m _sorry…_ ”

“Of course it’s alright, Turner said. “Will you come down?”

“Yeah, I…” She flipped onto the floor and Time Turner pulled her into a hug. “I don’t know how to deal with this,” she whispered. “I should, but I just— it’s different this time.”

“I know,” Turner said again. She tensed under his arms but didn’t say anything. He winced, wishing he knew what he was supposed to say. “I’m sorry,” he tried again. “I’m so, so sorry. And I’m not going anywhere, alright?”

She nodded. “I’ll… I’ll think about it,” she said. “I know it makes sense, I just… need to think about it.”

“Yeah, ‘course,” he said. “He can wait a bit.”

“Good.” she pushed herself away and trotted away. “I’m going to take a bath and turn in early. Good night.”

“...Night,” he said as he watched his wife walk away. He stood there, listening to her skip the flight of stairs and slam the bathroom door shut. He sighed as the water started pouring. _She does so much for everyone she meets,_ he thought. _I can’t even pay for this bloody house._

* * *

Cozy Glow thought herself a reasonable person. Most madmares did.

The diminutive supervillain was reading about the devastation in Bridleway Theatre. Magical repairs wouldn’t be finished for another month and more pressingly, Spider-Mare had barely broken stride dealing with him.

She sighed as she put down the paper. Her usually sunny expression was dour as she surveyed the dinner table. “And then there was one.”

The hideout of the Sinister Six had always felt too cramped for such a herd, but now it was empty and quiet. She shivered a little, almost wishing for the days when there was a crowd of unruly morons looking to her for guidance. Cozy had gotten so fed up with them so quickly. Now…

 _Electro is to well-secured to free, I haven’t seen him in years. Sandmare is due for parole and the Hunter went straight years ago, he’s dating that squirrel person._ She sneered at the idea. _Weak-willed idiots. If they had even a_ bit _of the self-control Vulture and me—_

_Vulture died._

She’d forgotten for a moment. It had been years ago, and to her own surprise, it wasn’t Spider-Mare’s fault. Vulture had been old, and his injuries had caught up with him.

_I'm alone._

It was a thought that occurred to her often, but usually, she just shoved it away. Today it was heavier than normal, as its weight was supplemented by a second thought: _Do I have to keep doing this?_

She’d always been older than she looked. She was one of the first of Spider-Mare’s so-called Rogues Gallery, and Cozy liked to think she was the first important one. They’d battled to often for her to keep track, and for a mare of her genius that was an achievement. _What even happens if I win?_

_Then I win._

She closed her eyes and forced herself to remember every single loss she’s sustained at the insect's hooves. Every blow, every quip, every _insult_ to her intellect replayed behind her eyelids.

_Not an insect. An arachnid. I’m not gonna be corrected by her again._

She stood, doubts banished. _The die is already cast,_ she thought to herself. _We were always enemies, but this time will be different._

 _This time, only_ one _of us will be walking away._


	2. Chapter 2

Ditzy was normally fine with the cold, drafty attic. Her Pegasus magic was too weak to warm the entire room properly but it didn’t need to be comfortable to work in. She finished filling the cartridge up and slid it into place with her wingtips. Another errant gust made her ears twitch but she didn’t slip. “Stupid weather,” she muttered. “Stupid temperature. Stupid air.”

It wasn’t like an apartment would be any better. It might be warmer and they’d have enough money to afford more spider-gear but none of that was the same as _better._ There were memories here that were irreplaceable. This house warmed her _emotions_ and that was better than actually not being cold.

She made sure her saddlebags were secure and pulled her mask on. She unplugged her camera from the mana charger and frowned; the homing spells on the lense hadn’t finished restoring even though it had been plugged in all night. The machine she used to recharge spells had been bought used and she’d need to replace it soon.

_Apartments in the city_ come _with these._

Her tail started to move but she held it still. She forced a smile on her face. _It’s fine,_ she thought, _it’s all super fine._ Without the spell, her camera wouldn’t follow Ditzy when she was in the suit, so she couldn’t take pictures of herself fighting crime. But she was staff now and there were plenty of other photo assignments she could do. She had everything under control

She sighed and slipped on her mask. _At what point do I start winning?_

“Ditzy! Are you up?”

Ditzy winced. “Uh, yeah!” She called down. “I was just about to leave!”

“I made eggs,” he shouted. “Do you want some?”

“I already ate,” Ditzy lied, remembering her promise to eat something but somehow forgetting that Turner was in the kitchen and knew she was lying. “I don’t wanna be late! Love you!”

She popped the window open, hesitating just long enough to hear Turner’s disappointed “love you too.” Then she was off, bounding across rooftops and hoping _something_ would happen to take her mind off this.

* * *

Ditzy entered the Daily Bugle her usual way and changed clothes, wincing at how tight her blazer was around her shoulders. Aunt Minty had bought her the outfit (A blue blazer, yellow vest, red tie, and a white dress shirt) when she’d moved out for college and it’d never really fit correctly. Back when she’d been a freelance photographer she’d gotten away with not wearing anything, but there was a strict clothing policy for members of staff.

Ditzy walked into the bullpen and was immediately beset with noise. The reporters themselves were quiet, hunched behind notebooks and typewriters like they were a shield, but the shouting voice of their publisher was like the omnipresent roar of the ocean if the ocean was always furious.

B. Blueblood burst out his office, followed by his editor-in-chief Fancy Pants. “Spider-Mare!” He shouted. “Spider-Mare, Spider-Mare!”

There was a chorus of agreements from the reporters who were completely turning him out.

Fancy Pants took a puff of smoke and spoke calmly. “Like it or not, she apprehended a dangerous criminal—”

“Can’t you see what’s really going on here?” Blueblood demand. “Mysterio still manages to destroy Bridleway and Spider-Mare gets to look like a hero. They are in cahoots!”

This was another word that the reporters had learned to agree with. “For shame,” one of them absently said.

“That doesn’t line up with their other encounters,” Fancy Pants said, “and Mysterio’s never shied away from casualties before. I’m not running that story.”

Blueblood looked angry enough to burst a blood vessel. His eyes roamed the bullpen for a deserving target. “Doo!” he bellowed. “Why were you snapping photos instead of calling for the Guard?”

“Because you constantly berate me for not having pictures of Spider-Mare,” Ditzy flatly said.

“Don’t get smart with me,” Blueblood sneered. “If you’d called the guard then they could have dealt with him like professionals—”

“How?” Ditzy asked.

“Well— They could have pulled him away from his traps”

“Spider-Mare did that.”

Blueblood’s tail was lashing, though she supposed it only rarely stopped. “They could have restrained him immediately—”

“Spider-Mare did that.”

“They could have tried to shut down his traps before engaging—”

“Spider-Mare did that.”

“GRAAH!” He spun around and began stomping back towards his office. “Spider-Mare!” He snapped. “Spider-Mare!”

His door slammed shut with enough force to rattle the pictures on the walls. Fancy took another puff of smoke and stared at Ditzy. “You realize,” he said, “that I’d almost wound him down.”

Ditzy winced.”Sorry,” she said. “It was a long night. I almost drowned.”

“You’re just a photographer,” Fancy said, “you don’t need to get so close to the action.”

Ditzy snickered. “I’ll try and keep that—”

“I’m serious,” Fancy said. “You’ve been on edge lately, and I understand why. But if you let that affect how you do your job, somebody could be hurt, and yes I’m counting you as one of those people. _Be more careful._ ”

“R-right,” Ditzy said awkwardly. “Careful. You know me!”

Fancy looked at her skeptically for a moment, before nodding and trotting towards B.B.B’s office. Ditzy hesitated, considering taking refuge in her desk as well before deciding to head to the breakroom first and grab some breakfast.

The sight of the muffin basket was so beautiful it almost blinded her to the rest of the room. She immediately grabbed two and sat down at the table, smiling at her best friend. “Hey Carrot Top!”

“Hi,” Carrot Top sipped her coffee and looked at Ditzy. “You look...” she tried to find a nice way to say it and gave up. “Terrible. Did you sleep last night?”

“More or less,” Ditzy took a bite of food and hoped Carrot Top would say something else, but the mare was waiting for her to elaborate. “No big deal. How are you doing?”

“Can’t complain,” she said. “We had dinner with Written Script’s parents, and it… was better than I expected. Actually, pretty good.”

“Hey, that’s great!” Ditzy smiled. “I told ya, it was just gonna take a little while. The wedding’s not until Spring, you’ve got plenty of time to get to know each other.”

“I suppose.” Carrot Top stared at her coffee mug. “It’s just really important that they like me. I know Written loves me, and honestly, his mother isn’t an especially fair person, but I want to make this work out. Maybe I should give them space.”

“Nope!” Ditzy declared. “You’re just feeling nervous. Trust me, if I’d listened to you more when we were dating I’d have been a lot better off.”

Carrot Top nodded. “Speaking of which,” she said slowly, “What is it you’re trying not to talk about?”

Ditzy froze mid-bite. She frowned. “It’s not a big deal…”

“Ditzy, you would say that if one of your legs had been blown off.” Carrot leaned forwards. “Spill.”

She gave up. “Turner and I are thinking of moving into the city.”

“Really?” Carrot Top perked up. “Well, that’s good. We’ll be able to talk more often and—” She stared at Ditzy’s face for a second. “I mean,” she tried, “that’s terrible?”

Ditzy realized she was frowning and sighed. “It’s a good idea,” she said, “but I grew up there, ya know? It’s like the only place my work problems don’t follow me.”

Carrot smiled. “Funny how things change, huh? Back when we dated you spent as much time as you could away from there.”

“The neighbors kept an eye on Aunt Minty,” she said defensively, “and the whole social-life-thing was a new experience—”

“I didn’t mean it like that,” Carrot Top said. “It’s just weird how we look back on things when we grow up, right? I wonder what makes everything change so much.”

Ditzy smiled with keenly-practiced ease; she knew what had changed. Back when they’d been in high school the house had almost felt haunted by Uncle Berry. She tried to spend as much time as she could with Aunt Minty but when she was alone, it felt like the walls were closing in. “Just life, I guess.”

Carrot Top frowned. “If you guys need anything—”

“No.” Ditzy’s voice was firm. “We’ll be fine for a while and your wedding is in the spring. We’ll be fine.”

“But—”

“Aunt Minty and Uncle Berry raised me to look after myself,” Ditzy said. “We can fix anything if we look at it right.”

Carrot Top’s ears dropped as she sighed. “Fine. But promise me you’ll talk to us if you can’t think of something. It’s not you against the world anymore.”

They made small talk for a while before Carrot had to get ready for her interview. Ditzy had a press conference to cover at noon and loitered around the office a little, staying just out of sight of the jolly one. Her mind was still occupied with her housing problems. _I can’t patent my webbing because I still can’t duplicate its effects. Spider-Mare is a wanted criminal and can’t collect bounties… maybe Ditzy Doo could help catch someone dangerous?_ She frowned. _Maybe both Ditzy Doo and Spider-Mare should dial back the third person. I’m gonna start sounding like Mysty._

With Mysterio behind bars, the only member of the Sinister Six left was Doctor Octopus. The diminutive mad scientist wasn’t technically as dangerous as Electro (who had managed to hold of Princess Celestia for nearly five minutes, something a greed-empowered dragon couldn’t do) but Doc Ock worried Ditzty the most. There were no lengths she wouldn’t go to for revenge.

_On the plus side, once I do bring her in that should be it for supervillains for a while. SHIELD prisons don’t have breakouts like Strikers did, and it’s not as if anybody’s making new ones. Life should really start to quiet down soon._

This was, of course, when her spider-sense began to buzz.

Ditzy slowed down and peered out the windows. She couldn’t see anything approaching, but the buzz was unmistakable. Something was coming to hurt her, and it was coming fast. Ditzy casually walked down the hallway and slipped into a janitor’s closet. Locking the door behind her, she pulled out her mask.

* * *

Cozy Glow had never been one for humor, but there was a joke that she was fond of. An Earth Pony colt is sitting with his sister on an airship for the first time. He looks out the window and says, ‘Gosh, we’re so high up that the ponies look like ants!’ To which the sister offers a belabored sigh and says, ‘We haven’t taken off, stupid. Those are ants.’

Cozy often found herself coming back to that and snickering at it. It was how she felt so much of the time; even her so-called peers looking down on the masses had no idea how foolish they truly were. Nearly everyone else was an insect, wandering aimlessly or easily controlled, and sometimes it felt like she was the only real pony in the world.

The feeling was heightened as she burst into the Daily Bugle bullpen. She sat comfortably in a transparent pod, operating her eight mechanical limbs with practiced ease. She’d done this so many times it was rote; throw something heavy to cut off escape, grab whoever looks the most defiant, and wait for the screaming to die down so she could explain why she was here.

The shouting and swearing were muted through the thick glass. She rubbed her muzzle in frustration— had one of them started crying? Honestly, it was depressing. Cozy flicked her speakers on and made sure her two hostages were secure. An orange reporter who looked vaguely familiar and Blueblood himself hung in her grasp as she cleared her throat. “Excuse me, everybody! I’m here to make an announcement, and I’d like your full attention.”

One of her limbs snaked around a thick oak desk and pulled tight, breaking it in half. “There are plenty of unpleasant ways to do that,” she continued, “So if you could please— oh, there we go.” She smiled.”Who wants to be the one to ask why I’m here? I’m sure all of you could get something out of an exclusive interview.”

The orange reporter knocked on the tentacle holding her. Cozy waited, then realized she was chocking the mare. “Sorry,” she said, “when you have this much strength you forget. What’s your question?”

She coughed. “What do you want?”

“That’s a little generic, but fine. I’m here,” she shifted her pod up and gestured grandly with her free arms, “to announce a celebration!”

The reporting pool looked confused, but none of them were interrupting her with demands or terrified pleas about families. _Like having a family is something special._

“It was this paper that gave me the idea,” she continued. “I mean, gave Mysterio the idea. He had a scrapbook of all the biggest failures of Spider-Mare’s career as told by this newspaper. He and I, seeing as we’re what’s left of the Sinister Six, will be replaying all of these events for the whole day. And out of gratitude to everything you’ve done, we’ll be giving you a chance to publish the news first!”

“And what makes you think Spider-Mare will even find out in time?” Blueblood demanded. “There’s no telling—”

“Interrupting is _rude,_ ” Cozy snapped as she began to strangle him. She looked down and picked up her water bottle, waiting for him to stop struggling before setting it and him back down. “I know you’ll let Spider-Mare know first,” she said, “because _I_ know your secret.” She moved her pod back down, to better see the looks on their faces. “I know how you always break superhero stories stuff before the other papers. I know why Spider-Mare is seen around this building so often, and I know how you always get those photos.”

Most of the idiots looked confused, but the editor had the decency to be worried. “And what is that?” he asked slowly.

Cozy pointed at Blueblood. “You and Spider-Mare,” she said, “are in cahoots!”

The moment would live in infamy forever because not _one_ of the photographers that were present thought to snap a picture of Blueblood’s expression.

“It was super obvious,” Cozy said. “She can’t work for you, because who would ever put up with a boss like this. Clearly, Spider-Mare allows the Bugle to run articles that make her more threatening to the criminal class and probably distract from her real identity, and gets paid by you for exclusive access. I mean,” she snickered, “if that feud of yours was real then she’d have killed you by now.”

“Don’t be ridiculous!” Blueblood snapped. “No part of the Daily Bugle is even remotely affiliated with that masked miscreant—”

_Thwip._

The quiet sound managed to make itself heard through all the noise in the room and stilled it as a web-ball hit Cozy’s pod and bounced off. “Sorry I’m late boss,” a cheerful voice said. “Traffic, amIright?”

Blueblood gave up on talking as Cozy turned to face Spider-Mare. “Even faster than I thought,” she said. “That’s great, no wasted time!”

“What can I say?” Spider-Mare said as she casually trotted across the ceiling. She hopped down, intentionally making herself a bigger target to draw her arms away from the hostages. “I’m almost done with you clowns. You’re the last one still making trouble—”

Cozy worked the controls, putting more innocent ponies as well as her arms between her and Spider-Mare. “I know!” She snapped. “And believe me, I’m done too. This is going to be our last fight.”

“Do you know how many last fights I’ve had?”

_You won’t find this one funny,_ Cozy thought. Aloud she said, “As I was telling your friends, I’m declaring today a holiday! I’m sure you know why.”

“Tuesday is taco day?”

Cozy sneered. “Yes, make all the jokes you need. This is the day of our first fight, the one _you_ lost. Mysterio and I managed to rig half-a-dozen different places to celebrate every time you were to slow, every time you stopped cracking wise and admitted you could fail. And you’ll be failing this time too; by sundown, this city will be mourning the death of its precious savior. And nobody will laugh at me again!”

“If you want people to stop laughing at you, maybe just get a different manecut and drop the creepy little kid voice?”

“Haha,” she deadpanned. One of her tentacles flexed, and the orange reporter started to gag. Spider-Mare took a step forwards and froze. “If you try and fight me here,” Cozy said, “or if anybody other than you deals with these disasters, the hostages die. And speaking of which, you might want to get over to the bridge.” She smiled. “Mysterio was very proud of his opening act.”

Spider-Mare’s tail was lashing back and forth, the only reminder that she was a pony as that expressionless mask stared at Cozy Glow. “Which bridge?” She asked.

Cozy smiled wider. “Oh, I think you know.”

Cozy pushed a button and a searchlight lit up, blinding the wall-crawler. She smashed through the floor and moved through the building, dragging her two hostages with her. Spider-Mare followed, but it took her to long, and Cozy was already getting away. She was heading in the opposite direction as the bridge, and she knew which one of them Spider-Mare would feel forced to attend to first.

_This time. This is the time I win._


End file.
